Jack Terry is a master sound recordist who works on grade-B horror movies. Late one evening, he is recording sounds for use in his movies when he hears something unexpected through his sound equipment and records it.

Phillip Filmore is a naive, 15-year-old, preoccupied with sex, who develops a crush on Nicole Mallow, the new 30-something, French housekeeper and sitter to look after him when Phillip's father is out of town for the summer on a "business" trip.